Quarterly report pursuant to Section 13 or 15(d)


6 Months Ended
Jun. 30, 2022



Arrangements that are determined to be leases with a term greater than one year are accounted for by the recognition of right-of-use assets that represent the Company’s right to use an underlying asset for the lease term, and lease liabilities, that represent the Company’s obligation to make lease payments arising from the lease. Non-lease components within lease agreements are accounted for separately.


Right-of-use assets and obligations are recognized at the commencement date based on the present value of lease payments over the lease term, utilizing the Company’s incremental borrowing rate. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.


The Company is the lessee under six operating leases and four finance leases. These leases contain rent holidays and customary escalations of lease payments for the type of facilities being leased. The Company recognizes rent expense on a straight-line basis over the expected lease term, including cancelable option periods which the Company fully expects to exercise. Certain leases require the payment of property taxes, insurance and/or maintenance costs in addition to the rent payments.


The Company leases the following facilities under operating leases:


Delaware – 4,000 square feet of retail space in a multi-use building under a five-year lease that expires in April 2027 that the Company has developed into a cannabis dispensary which is subleased to its cannabis-licensed client.


Delaware – a 100,000 square foot warehouse, of which the Company developed 60,000 square feet into a cultivation facility that is being subleased to its cannabis-licensed client. The lease expires in March 2030, with an option to extend the term for three additional years.



Delaware – a 12,000 square foot premises which the Company developed into a cannabis production facility with offices, and which it subleases to its cannabis-licensed client. The lease expires in January 2026 and contains an option to negotiate an extension at the end of the lease.


Nevada – 10,000 square feet of an industrial building that the Company has built out into a cannabis cultivation facility which it plans to rent to its cannabis-licensed client under a sublease which will be coterminous with this lease expiring in 2024.


Massachusetts – 10,000 square feet of office space which the Company utilizes as its corporate offices under a lease with a related party expiring in 2028 with an option to extend the term for an additional five-year period.


Maryland – a 2,700 square foot two-unit apartment under a lease that expires in July 2023.


The Company leases machinery and office equipment under finance leases that expire from February 2024 through February 2026, with such terms being a major part of the economic useful life of the leased property.


The components of lease expense for the three and six months ended June 30, 2022 and 2021 were as follows (in thousands):


    Three months ended     Six months ended  
    June 30,     June 30,     June 30,     June 30,  
    2022     2021     2022     2021  
Operating lease expense   $ 298     $ 277     $ 575     $ 544  
Finance lease expenses:                                
Amortization of right of use assets   $ 40     $ 8     $ 59     $ 16  
Interest on lease liabilities     10       1       17       3  
Total finance lease expense   $ 50     $ 9     $ 76     $ 19  


At June 30, 2022, the weighted average remaining lease terms for operating leases and finance leases were 6.9 years and 3.5 years, respectively. The weighted average discount rate used to determine the right-of-use assets and lease liabilities was between 7.5% and 12.0% for all leases.


Future minimum lease payments as of June 30, 2022 under all non-cancelable leases having an initial or remaining term of more than one year were (in thousands):


    Operating     Finance  
    leases     leases  
Remainder of 2022   $ 571     $ 90  
2023     1,264       176  
2024     1,199       153  
2025     1,179       150  
2026     1,129       22  
Thereafter     3,214       -  
Total lease payments     8,556       591  
Less: imputed interest     (2,935 )     (73 )
    $ 5,621     $ 518  


In November 2021, the Company entered into lease agreements for six retail properties, each with square footage between 4,000 and 6,000 square feet, in the state of Ohio (each an “Ohio Lease” and collectively the “Ohio Leases”). Each Ohio Lease has an initial lease period of eleven months, with a minimum rent of $31.00 per square foot, which amount increases 3.0% annually. In the event the Company is awarded one or more of the six Ohio cannabis licenses for which it had previously applied, the Company can extend the term of one or more of the Ohio Leases to ten years (with two additional five-year options to extend) upon the payment of $50,000 for each extended Ohio Lease, and develop the premises of such extended lease(s) into a cannabis dispensary.



In February 2022, the Company was notified that it was awarded a cannabis dispensary license from the state of Ohio. The Company is awaiting the final verification process to be completed by the state. As of June 30, 2022, the lease terms of the Ohio Leases were all less than one year, and accordingly the Company has not recorded a right-of-use asset and corresponding lease liability on its balance sheet. In April 2022, the Company extended the term of one of the Ohio Leases, and the remaining five Ohio Leases were terminated.